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H.2, 1994, NO. 38 LIBRARY Actions of the Board, its Staff, and the Federal Reserve Banks; BOARD OF GOVERNORSES“AP Applications and Reports Received OF THE the Week Ending September 17, 1994 FEDERAL RESERVE SYSTEM~ 0 ANNOUNCEMENT .• c n c "•' i ;,c i 5AKK. ACTIONS TAKEN BY THfe | 9 ^ , ^ G O V E R N O R S BANK HOLDING COMPANIES FCFT, Inc., Princeton, West Virginia -- to acquire Hinton Financial Corporation, Hinton, West Virginia, and The First National Bank of Hinton. Approved, September 12, 1994. Keweenaw Financial Corporation, Hancock, Michigan to acquire Commercial National Bank of L vAnse, L ’Anse, Michigan. Approved, September 12, 1994. OmniBanc Corporation, River Rouge, Michigan - - t o acquire Indecorp, Inc., Chicago, Illinois; Independence Bank of Chicago; Drexel Holding Co.; and Drexel National Bank. Approved, September 14, 1994. Toronto-Dominion Bank, Toronto, Canada -- to engage de novo in securities-related activities, including underwriting and dealing in all types of debt and equity securities on a limited basis through Toronto Dominion Securities (USA) Inc., New York, New York. Permitted, September 14, 1994. BANK MERGERS Bank of Lancaster, Kilmarnock, Virginia -- to acquire the Kilmarnock, Virginia, branch of TideMark Bank, Newport News, Virginia. Approved, September 12, 1994. ENFORCEMENT National Bank of Greece, Athens, Greece, and its branches in Boston and Chicago -- written agreement dated August 18, 1994, with the Federal Reserve Banks of New York, Boston, and Chicago, the Commissioner of Banks for the Commonwealth of Massachusetts, and the Federal Deposit Insurance Corporation. Announced, September 14, 1994. H .2 SEPTEMBER 12, 1994 PAGE 2 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE BOARD OF GOVERNORS REGULATIONS AND POLICIES Regulation CC -- amendments to Appendices A and B-2 incorporating Buffalo check processing routing numbers into the Utica check processing region. Approved, September 16, 1994. ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY ABBREVIATIONS: BS&R - Banking Supervision and Regulation; C&CA - Consumer and Community Affairs; FOMC - Federal Open Market Committee; FRBO - Federal Reserve Bank Operations; IF - International Finance; OSDM - Office of Staff Director for Management BANK BRANCHES. DOMESTIC Philadelphia Berks County Bank, Reading, Pennsylvania -- to establish a branch at the northeast corner of Wilson and High Streets, Pottstown, Pennsylvania. Approved, September 16, 1994. Chicago Comerica Bank, Detroit, Michigan -- to establish an offsite electronic facility at Henry Ford Health Systems, 1 Ford Place, Detroit, Michigan. Approved, September 14, 1994. Kansas City First State Bank of Taos, Taos, New Mexico -- to establish a branch at 201 Washington Avenue, Santa Fe, New Mexico. Approved, September 16, 1994. Atlanta Metro Bank of Dade County, Coral Gables, Florida -to establish a branch at 14499 South Dixie Highway. Approved, September 16, 1994. Cleveland Ohio Bank, Findlay, Ohio - - t o establish a branch at the northwest corner of Fishinger Boulevard and Mill Run Drive, Columbus, Ohio. Approved, September 14, 1994. New York United Jersey Bank, Hackensack, New Jersey --t o establish two offsite electronic facilities at the Port Authority of New York and New Jersey, Newark International Airport, Terminal B, Upper and Lower Levels, Newark, New Jersey. Approved, September 12, 1994. H.2 SEPTEMBER 12, 1994 PAGE 3 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COHPANZES Richmond Allied Irish Banks, Limited pic, Dublin, Ireland, and First Maryland Bancorp, Baltimore, Maryland proposal that First National Bank of Maryland acquire five branches of Second National Savings Association, Salisbury, Maryland. Approved, September 16, 1994. Cleveland AMH Holding Company, Morehead, Kentucky - - t o acquire The Citizens Bancorp of Morehead, Inc. Approved, September 12, 1994. Boston BankNorth Group, Inc., Burlington, Vermont - - t o acquire North American Bank Corporation, Farmington, New Hampshire. Approved, September 13, 1994. Richmond Century Bancshares, Inc., Washington, D.C. -proposal that Century National Bank acquire a branch of Second National Federal Savings Association, Salisbury, Maryland. Approved, September 16, 1994. St. Louis Citizens Bancorp of Hickman, Inc., Hickman, Kentucky -- proposal that The Citizens Bank of Hickman purchase certain assets and assume the liabilities of the Hickman, Kentucky, branch of Security Trust Federal Savings and Loan Association, Knoxville, Tennessee. Approved, September 16, 1994. Richmond City Holding Company, Charleston, West Virginia --t o engage in lending activities. Approved, September 12, 1994. H.2 SEPTEMBER 12, 1994 PAGE 4 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Kansas City Colt Investments, Inc., Overland Park, Kansas -- to engage de novo in lending activities. Permitted, September 15, 1994. Atlanta Community Bancshares, Inc., Cornelia, Georgia -- to acquire The Bank of Troup County, LaGrange, Georgia. Approved, September 16, 1994. San Francisco Cupertino Bancorp, Cupertino, California - - t o engage in extensions of credit by purchasing loan participations from Cupertino National Bank. Permitted, September 16, 1994. Chicago D & TC, New Hampton, Iowa - - t o engage de novo in 1end ing act iv it ie s . Returned, September 15, 1994. Minneapolis First Community Bancorp, Inc., Glasgow, Montana -- to acquire First Community Bank. Approved, September 12, 1994. Richmond First United Bancorporation, Anderson, South Carolina -- to engage in tax preparation services. Approved, September 15, 1994. Chicago Grant Park Bancshares, Inc., Grant Park, Illinois -to acquire First National Bank of Grant Park. Approved, September 16, 1994. Richmond Harbor Bankshares Corporation, Baltimore, Maryland -proposal that Harbor Bank of Maryland acquire a branch of Second National Federal Savings Association, Salisbury, Maryland. Approved, September 12, 1994. Secretary Keystone Financial, Inc., Harrisburg, Pennsylvania -proposal that Pennsylvania National Bank, Pottsville; merge with American Savings Bank, Tamaqua, Pennsylvania. Approved, September 15, 1994. H.2 SEPTEMBER 12, 1994 PAGE 5 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Chicago Maple Park Bancshares, Inc., Maple Park, Illinois to engage de novo in servicing mortgage loams. Returned, September 16, 1994. Cleveland Mellon Bank Corporation, Pittsburgh, Pennsylvania -to acquire Second National Federal Savings Association, Salisbury, Maryland. Approved, September 16, 1994. Richmond Mercantile Bankshares Corporation, Baltimore, Maryland -- proposal that The Chestertovm Bank of Maryland, Chestertown, acquire a branch of Second National Federal Savings Association, Salisbury, Maryland. Approved, September 16, 1994. Chicago Mid Illinois Bancorp, Inc. Employee Stock Ownership Plan -- change in bank control. Returned, September 14, 1994. Chicago Peotone Bancorp, Inc., Peotone, Illinois -- proposal that Southwest Bancorp, Inc., Worth, Illinois, acquire Minooka Bancorp, Inc., Minooka, Illinois, Tri-County Bank of Minooka; Westbanco, Inc., Westville, Illinois, First National Bank of Westville; and for Southwest Bancorp, Inc., Worth, Illinois, to acquire 4.71 percent of Founders Bancorp, Inc., Scottsdale, Arizona, and 4.71 percent of Founders Bank of Arizona. Approved, September 15, 1994. Director, BS&R Pinellas Bancshares Corporation, St. Petersburg, Florida -- request for relief from commitment made in connection with application of United Pinellas Corporation to acquire Pinellas Bancshares Corporation. Granted, September 12, 1994. H.2 SEPTEMBER 12, 1994 PAGE 6 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Dallas Pioneer Bankshares, Inc., Fredericksburg, Texas - - t o acquire Pioneer II Bankshares, Inc, Dover, Delaware, and Pioneer National Bank, Fredericksburg, Texas. Approved, September 14, 1994. Dallas Pioneer II Bancshares, Inc., Dover, Delaware - - t o acquire Pioneer National Bank, Fredericksburg, Texas. Approved, September 14, 1994. Cleveland Second Bancorp, Inc., Warren, Ohio - - t o acquire TransOhio Federal Savings Bank, Cleveland, Ohio. Approved, September 16, 1994. Director, BS&R Shawmut National Corporation, Hartford, Connecticut - request for relief from commitments in connection with application to acquire Hartford National Corporation, Hartford, Connecticut, and Shawmut Corporation, Boston, Massachusetts. Granted, September 15, 1994. Chicago St. Francis Capital Corporation, Milwaukee, Wisconsin - - t o acquire St. Francis Insurance Corp., and engage in the sale of credit life and disability insurance. Returned, September 16, 1994. Cleveland Star Bancorporation, Cincinnati, Ohio - - t o acquire TransOhio Federal Savings Bank, Cleveland, Ohio. Approved, September 16, 1994. Cleveland UNB Corporation, Canton, Ohio -- to acquire TransOhio Federal Savings Bank, Cleveland, Ohio, Approved, September 17, 1994. Secretary Union Planters Corporation, Memphis, Tennessee - - t o acquire Commercial Bancorp, Inc., Obion, Tennessee, and The Commercial Bank. Approved, September 13, 1994. Chicago Village Investment Company, Libertyville, Iowa -- to acquire Libertyville Savings Bank. Approved, September 16, 1994. H .2 SEPTEMBER 12, 1994 PAGE 7 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY BANK HOLDING COMPANIES Atlanta 1st United Bancorp, Boca Raton, Florida, and 1st United Bank -- request for relief from commitment. Granted, September 16, 1994. BANK MERGERS Richmond First Community Bank, Princeton, West Virginia -- to merge with Flat Top National Bank, Bluefield; Peoples Bank of Bluewell, Bluewell; and First Federal Savings Bank, Bluefield, West Virginia. Approved, September 14, 1994. Chicago Old Kent Bank, Elmhurst, Illinois - - t o merge with Edgemark Bank-Lombard, Lombard; Merchandise National Bank, Chicago, and Edgemark Bank-Rosemont, Rosemont, Illinois, and to establish branches. Approved, September 14, 1994. BANK PREMISES Chicago Old Kent Bank and Trust Company, Grand Rapids, Michigan -- investment in bank premises. Approved, September 13, 1994. Dallas State Bank of Texas, Houston, Texas -- investment in bank premises. Approved, September 12, 1994. BANKS. STATE MEMBER Kansas City Citizens Bank & Trust, Okmulgee, Oklahoma -- payment of a dividend. Approved, September 16, 1994. Kansas City Morris State Bank, Morris, Oklahoma -- payment of a dividend. Approved, September 16, 1994. H.2 SEPTEMBER 12, 1994 PAGE 8 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Chicago Bank of Pecatonica, Pecatonica, Illinois, proposed merger with State Bank of Freeport, Freeport; and First State Bank and Trust Company, Rockford, Illinois -- report on competitive factors. Submitted, September 12, 1994. San Francisco Business & Professional Bank, Woodland, California, proposed merger with Sacramento First National Bank, Sacramento, California -- report on competitive factors. Submitted, September 16, 1994. Kansas City Commerce Bank, N.A., Lenexa, Kansas, proposed merger with Twin City State Bank, Kansas City, Kansas -report on competitive factors. Submitted, September 13, 1994. Kansas City Farmers State Bank in Sterling, Sterling, Kansas, proposed merger with First National Bank -- report on competitive factors. Submitted, September 13, 1994. Boston First Federal Bank, Waterbury, Connecticut, proposed merger with Shoreline Bank and Trust Company, Madison, Connecticut -- report on competitive factors. Submitted, September 16, 1994. Richmond First Federal Savings and Loan Association, Charleston, West Virginia, proposed purchase of certain assets and assumption of certain liabilities of the Pawleys Island, South Carolina, branch of Peoples Federal Savings and Loan Association, Conway, South Carolina -- report on competitive factors. Submitted, September 14, 1994. Atlanta First Union National Bank of Florida, Jacksonville, Florida, proposed acquisition of the Florida offices of Great Western Bank, FSB, Chatsworth, California -- report on competitive factors. Submitted, September 13, 1994. H.2 SEPTEMBER 12, 1994 PAGE 9 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Chicago Firstar Bank Milwaukee, National Association, Milwaukee, Wisconsin, proposed merger with Firstar Bank Lake Geneva, National Association, Elkhorn, Wisconsin -- report on competitive factors. Submitted, September 12, 1994. Chicago Firstar Bank West, National Association, Naperville, Illinois, proposed merger with Firstar Bank Park Forest, Park Forest; First Bank North Shore, Deerfield; and Firstar Bank DuPage, Glen Ellyn, Illinois -- report on competitive factors. Submitted, September 13, 1994. Chicago LaSalle Talman Bank, FSB, Chicago, Illinois, proposed purchase of 26 Illinois branches of Home Savings of America, FSB, Irwindale, California -- report on competitive factors. Submitted, September 16, 1994. Minneapolis Marquette Bank, Hutchinson, N.A., Hutchinson, Minnesota, proposed merger with Marquette Bank Brookdale, Brooklyn Center; Marquette Bank Brooklyn Park, Brooklyn Park; Marquette Bank Monticello, Monticello; Marquette Bank, Mound; Marquette Bank New Hope, New Hope; Marquette Bank New Prague, New Prague; and Marquette Bank Shakopee, Shakopee, Minnesota -- report on competitive factors. Submitted, September 14, 1994. Richmond NationsBank of South Carolina, N.A., Columbia, South Carolina, proposed merger with Rock Hill National Bank, Rock Hill, South Carolina -- report on competitive factors. Submitted, September 12, 1994. Atlanta NBD Bank, F.S.B., Venice, Florida, proposed merger with NBD Trust Company of Florida, N.A. North Palm Beach, Florida -- report on competitive factors. Submitted, September 12, 1994. H.2 SEPTEMBER 12, 1994 PAGE 10 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY COMPETITIVE FACTORS REPORTS Atlanta Peachtree National Bank, Peachtree City, Georgia, proposed purchase of the assets and assumption of the liabilities of Peach State Bank, Riverdale, Georgia -- report on competitive factors. Submitted, September 16, 1994. Chicago Raritan State Bank, Raritan, Illinois, proposed merger with R S B Interim Bank -- report on competitive factors. Submitted, September 12, 1994. New York Skaneateles Savings Bank, Skaneateles, New York, proposed assumption of liability to pay deposits and purchase of certain assets of the Shop City office at Syracuse, New York, of First National Bank of Rochester, Rochester, New York -- report on competitive factors. Submitted, September 16, 1994. Atlanta Union National Bank of Florida, Jacksonville, Florida, proposed purchase of certain assets and assumption of certain liabilities of the Florida branches of Great Western Bank, FSB, Chatsworth, California -- report on competitive factors. Submitted, September 13, 1994. S t . Louis Wedge Bank, Alton, Illinois, proposed merger with Mercantile Bank of Alton, Alton, Illinois -- report on competitive factors. Submitted, September 16, 1994. EXTENSIONS OF TINE San Francisco BankAmerica Corporation, San Francisco, California extension to divest certain property. Granted, September 15, 1994. Atlanta Barnett Banks, Inc., Jacksonville, Florida -extension to December 23, 1994, to engage de novo in acting as an agent in private placement of securities through Barnett Securities, Inc. Granted, September 15, 1994. H.2 SEPTEMBER 12, 1994 PAGE 11 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY EXTENSIONS OF TIHE Kansas City Employee Stock Ownership Plan for Employees of Payne County Bank, Perkins, Oklahoma -- extenson to October 19, 1994, to acquire Payne County Bancshares, Inc. Granted, September 16, 1994. St. Louis First Banks, Inc., St. Louis, Missouri -- extension to November 14, 1994, to acquire St. Charles Federal Bancshares, Inc., St. Charles, Missouri, and St. Charles Federal Savings and Loan Association. Granted, September 13, 1994. Chicago Old Kent Bank and Trust Company, Grand Rapids, Michigan -- extension to January 25, 1995, to establish a branch at 6450 South Cedar, Lansing, Michigan. Granted, September 13, 1994. Secretary Priced services -- extension for thirty days of the comment period on proposed modification of the method for calculating imputed clearing balance income. Granted, September 14, 1994. Chicago Valley Financial Corp., Caro, Michigan -- extension to December 12, 1994, to engage de novo in the sale of general insurance. Granted, September 13, 1994. INTERNATIONAL OPERATIONS Minneapolis Norwest Bank Wyoming, N.A. Casper, Wyoming - - t o establish a foreign branch in Grand Cayman, Cayman Islands, British West Indies. Approved, September 16, 1994. H.2 SEPTEMBER 12, 1994 PAGE 12 TO SEPTEMBER 17, 1994 ACTIONS TAKEN BY THE STAFF AND THE FEDERAL RESERVE BANKS UNDER DELEGATED AUTHORITY MEMBERSHIP Dallas State Bank of Texas, Houston, Texas - - t o becone a member of the Federal Reserve System. Approved, September 12, 1994. RESERVE BANK SERVICES Director, FRBO Federal Reserve Bank of Minneapolis -- to offer on-us processing services to depository institutions using electronic presentment services. Approved, September 12, 1994. Director, BS&R Federal Reserve Bank of San Francisco -- to implement a Canadian check clearing service with forward collection items to be initially handled by the Seattle Branch. Approved, September 14, 1994. H.2 SEPTEMBER 12, 1994 PAGE 13 TO SEPTEMBER 17, 1994 BOARD OPERATIONS Chairman Bank for International Settlements -- appointment of William J. McDonough, President of the Federal Reserve Bank of New York as the appointed U.S. director on the Board of Directors of the Bank for International Settlements. Approved, September 9, 1994. FEDERAL RESERVE BANK OF BOSTON APPLICATIONS SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Comment Period Ending Date Application NONE SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Application Comment Period Ending Date Home Port Bancorp, Inc., Nantucket, Massachusetts Change in Control notification filed by Karl L . Meyer to acquire up to 13.85% of Home Port Newspaper Not Yet Established Federal Register 09-08-94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Application Comment Period Ending Date NONE SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER OR NEWSPAPER NOTICE Application NONE SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Examination Date Rating** Institution State Street Bank and Trust Company 225 Franklin Street PO Box 351 Boston, Massachusetts 02101 Telephone: 04-04-94 "S" 617-786-3000 ♦Subject to CRA. ♦♦Rating Definitions: "0" - Outstanding; "S" - Satisfactory,Improve; "SN" - Substantial Noncompliance. "N" - Needs to Federal Reserve Bank of New York Comment Period Ending Date SECTION I Applications Subject to Newspaper __________ Notice Only___________ Chemical Bank, New York, New York, to establish an off-site electronic facility at Lenox Hill Hospital, 100 East 77th Street, New York, New York. 1/ 10/13/94 SECTION II Applications Subject to Both Newspaper and Federal Register Notice None. SECTION III Nonbanking Applications (Subject to Federal Register Notice Only) None. SECTION IV Applications Not Involving ______Public Comment______ None. SECTION V Availability of CRA Public Evaluations In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following group: Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighbor hoods, in a manner consistent with its resources and capabilities. Week Ending September 17, 1994 NAME OF BANK RATING EXAMINATION DATE |U> |tO |H None. / / / / Subject to provisions of Community Reinvestment Act. Later of dates specified in newspaper and Federal Register notices. Date specified in newspaper notice; a later date may be specified in the Federal Register notice. Date specified in Federal Register notice; a later date may be specified in the newspaper notice. N/A - Not Available FEDERAL RESERVE BANK OF PHILADELPHIA Section I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY CoreStates Financial Coro, Philadelphia, PA to acquire and merge Germantown Savings Bank, Bala Cynwyd, PA with and into its subsidiary bank, CoreStates Bank, N.A., Philadelphia, PA, pursuant to Section 5(d)(3) ("the Oakar Amendment") of the FDI Ast. (Note: Applicant has also filed an application with the OCC under the Bank Merger Act to seek approval for the merger of these two banks.) Newspaper comment period expires: N. Avail SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE None SECTION III ~ APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY First Fidelity Bancorporation, Newark, New Jersey to engage in data processing activities as a result of its pending acquisition of 8.021% of the Class B Common Stock of InfiNet Payment Services, Hackensack, New Jersey, pursuant to Section 4(c)(8) of the Bank Holding Company Act and Section 225.25(b)(7) of Regulation Y. Fed. Reg. comment period expires: N. Avail (*Not yet published) First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp, Baltimore, Maryland, a savings and loan holding company, (and indirectly to acquire its subsidiary, The Bank of Baltimore Interim Federal Savings Bank), pursuant to Section 4(c)(8) of the BHCA and Section 225.25(b)(9) of Regulation Y. Fed. Reg. comment period expires: N. Avail First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Atlantic Independent Insurance Agency, Inc., Bel Air, MD, and thereby act as insurance agent for various insurance products for consumer and commercial customers of the bank, pursuant to Section 4(c)(8) of the BHCA and Section §225.25(b)(8) of Regulation Y. Fed. Reg. comment period expires: N. Avail Baltimore Bancorp, Baltimore, Maryland, to acquire The Bank of Baltimore Interim Federal Savings Bank, Baltimore, Maryland, pursuant to Section 4(c)(8) of the BHC Act and Section 225.25(b)(9) of Regulation Y. Fed. Reg. comment period expires: N. Avail First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Atlantic Residential Mortgage Corporation, Baltimore, MD, and thereby engage in originating, purchasing, packaging, selling and servicing residential mortgage loans for the secondary market, itself and the bank and provide fully secured financing to other mortgage banking companies to assist them in the acquisition of servicing rights in residential mortgages, pursuant to Section 4(c)(8) of the BHCA and Section 225.25(b)(1) of Regulation Y. Fed. Reg. comment period expires: N. Avail First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp Investment Services, Inc., Baltimore, MD, and thereby act as a discount broker, pursuant to Section 4(c)(8) of the BHCA and Sections 225.25(b)(15) and (b)(16). Fed. Reg. Comment period expires: N. Avail SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY First Fidelity Bancorporation, Lawrenceville, New Jersey, to acquire Baltimore Bancorp Leasing & Financial, Inc., Baltimore, MD, and thereby act as an equipment finance and leasing company, pursuant to Section 4(c)(8) of the BHCA and Sections 225.25(b)(1)and (b)(5) of Regulation Y. Fed. Reg. comment period expires: N. Avail SECTION IV ~ APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OF NEWSPAPER NOTICE None 1/ Subject to provisions of Community Reinvestment Act. * N/A - not yet available. FEDERAL RESERVE BANK OF PHILADELPHIA SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS The following institutions were examined for CRA* The 30-business day period the bank has to make the evaluation public has lapsed during the week ending September 16* 1994. Identification of Ratings In connection with the assessment of each insured depository performance, a rating is assigned from the following groups: institution's CRA Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Examination Date CRA Rating None None None F ederal R eserve B ank of C leveland P. O. B O X 6 3 8 7 C LE V E L A N D , OHIO 4 4 1 0 1 -1 3 8 7 APPLICATIONS BULLETIN (For the week ending September 17, 1994) SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY Received application from Summit Bank, Fairlawn, Ohio, on September 7, 1994, to become a member of the Federal Reserve System. Received OAKAR application from National City Corporation, Cleveland, Ohio, on August 30, 1994, to acquire Central Indiana Bancorp, Kokomo, Indiana. Received OAKAR application from American Bancorporation, Wheeling, West Virginia, on August 29, 1994, to acquire the St. Clairsville and Steubenville, Ohio, branch offices of Buckeye Savings Bank, Bellaire, Ohio. Received OAKAR application from PNC Bank Corp. Pittsburgh, Pennsylvania, on September 1, 1994, to acquire Brentwood Financial Corporation, Cincinnati, Ohio. * Not Yet Known # * September 30, 1994 * Not Yet Known # * September 28, 1994 Received applications from The Fifth Third Bank of Columbus, Columbus, Ohio; The Fifth Third Bank of Southern Ohio, Flillsboro, Ohio; and The Fifth Third Bank of Northern Kentucky, Inc., Covington, Kentucky, on September 16, 1994, for permission to become members of the Federal Reserve System. * Not Yet Known # Received OAKAR application from Fifth Third Bancorp, Cincinnati, Ohio, on September 16, 1994, to merge with Mutual Federal Savings Bank of Miamisburg, Miamisburg, Ohio. * Not Yet Known # * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date of application’s receipt ## - Expected to end approximatley 18 days from date of application’s receipt F ederal R eserve B ank of C leveland P. O. B O X 6 3 8 7 C L E V E L A N D , O H IO 4 4 1 0 1 -1 3 8 7 APPLICATIONS BULLETIN (For the week ending September 17, 1994) SECTION H - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE Received Section 3(a)(1) application from Gillmor Financial Services, Inc., Old Fort, Ohio, on July 27, 1994, to acquire Old Fort Banking Company, Old Fort, Ohio. Received Section 4(c)(8) application from PNC Bank Corp., Pittsburgh, Pennsylvania, on September 1, 1994, to acquire Brentwood Financial Corporation, Cincinnati, Ohio. *F: September 30, 1994 *F: October 7, 1994 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY Received Section 4(c)(8) application from Pikeville National Corporation, Lexington, Kentucky, on August 30, 1994, to acquire KenTrust Capital Management Inc., Lexington, Kentucky. Received Section 4(c)(8) application from Gilmor Financial Services, Inc., Old Fort, Ohio, to acquire Old Fort Real Estate Company, Old Fort, Ohio. * September 30, 1994 Not Yet Known # SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE NONE * - Subject to CRA N - Newspaper Comment Period F - Federal Register Comment Period # - Expected to end approximately 30 days from date of application’s receipt ## - Expected to end approximatley 18 days from date of application’s receipt AVAILABILITY OF CRA PUBLIC EVALUATIONS (September 16, 1994) The following state member banks have been examined by the Federal Reserve Bank of Cleveland for compliance with The Community Reinvestment Act. A public evaluation document became available from the bank(s) listed below during the week ended September 16, 1994. If you are interested in obtaining a copy of an evaluation document, please contact the bank(s) directly. There are four descriptive ratings for CRA: OUTSTANDING: a bank in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY: a bank in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE: a bank in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NON COMPLIANCE: a bank in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NONE Federal Reserve Bank of Richmond Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date Grestar Bank, Richmond, Virginia, to merge with Independent Bank, Manassas, Virginia.* 10-13-94 Section II - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date None. Section III - Applications Subject to Federal Register Notice Application Comment Period Ending Date None . Section IV - Application Not Subject to Federal Register Notice or Newspaper Notice None . -Application is subject to CRA requirements. Federal Reserve Bank of Richmond Availability of CRA Public Evaluations Week ending September 16, 1994 Definition of Ratings Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs. An institution in this group needs to improve its overall record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascer taining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. The Bank of Marion 102 West Main Street Marion, Virginia 24354 Examination Date Rating 6-27-94 Satisfactory Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 16. 1994 Section 1 - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date First American Bank of Indian River County 10-14-94* Vero Beach, Florida To establish a branch located at the intersection of U.S. Highway #1 and Eighth Street. Section 2 - Applications Subject to Both Newspaper and Federal Register Notice Application Comment Period Ending Date Florida First City Banks, Inc. Not yet available* Fort Walton Beach, Florida Change in control notice by Mr. John Chancey McGee and Ms. Kathrine Chancey McGee, to acquire an additional 30.60 percent of the outstanding shares of Florida First City Banks, Inc., Fort Walton Beach, Florida. Together, the total ownership will equal 56.90 percent. Gulf West Banks, Inc. Not yet available* St. Petersburg, Florida 1-BHC formation, Mercantile Bank, St. Petersburg, Florida. Colony Bankcorp, Inc. 10-10-94* Fitzgerald, Georgia Newspaper After-the-fact change in control by Mr. R. Sidney Ross to retain stock options that would increase his ownership of Colony Bankcorp, Inc., Fitzgerald, Georgia, by 2.04 percent. Total ownership will equal 10.47 percent. Fairbanco Holding Company, Inc., ESOP 10-14-94* Fairburn, Georgia Federal Register 1-BHC formation, Fairbanco Holding Company, Inc., Fairburn, Georgia, and thereby acquire Fairburn Banking Company, Fairburn, Georgia. First American Bancorp 10-17-94* Athens, Georgia Federal Register Change in control notice by Mr. John D. McLanahan and Ms. Valerie McLanahan Goetz, to acquire an additional 26.37 percent of First American Bancorp, Athens, Georgia. Total acquisition will equal 35.90 percent. ♦Subject to provisions of the Community Reinvestment Act. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 16. 1994 Section 3 - Applications Subject to Federal Register OnlyApplication Comment Period Ending Date Southeast Switch, Inc. Not yet available Maitland, Florida Pursuant to Section 4(c) (8) of the Bank Holding Company Act and Section 225.25(b)(7) of Regulation Y, Applicants propose to expand the activities of their subsidiary company, Southeast Switch, Inc., Maitland, Florida, to provide card production and related services to entities that are not members of the company's HONOR ATM network, including nonfinancial institutions. This would include the production of stored value cards, but not the development or operating of a stored value card system, or the accounting, settlement, reconciliation, or funds collection functions in connection with stored value cards payment transactions. Applicants are as follows: Bank South Corporation, Atlanta, Georgia; Barnett Banks, Inc., Jacksonville, Florida; First Citizens BancShares, Inc., Raleigh, North Carolina; First Union Corporation, Charlotte, North Carolina; NationsBank Corporation, Charlotte, North Carolina; Southern National Corporation, Lumberton, North Carolina; SunTrust Banks, Inc., Orlando, Florida; Synovus Financial Corp., Columbus, Georgia, TB&C Bancshares, Inc., Columbus, Georgia and Wachovia Corporation, Winston-Salem, North Carolina. Southern National Banks, Inc. 10-17-94 Fort Walton Beach, Florida To acquire First Appraisal Corporation, Fort Walton Beach, Florida, pursuant to Section 4 ( c ) (8) of the Bank Holding Company Act. Liberty Shares, Inc. 10-06-94 Hinesville, Georgia To engage de novo in consumer finance activities, pursuant to Section 225.25 (b) (1) (i) of Regulation Y, and to engage in insurance agency activities, pursuant to Section 225.25(8)(i) and 225.25 (8) (ii) of Regulation Y. SunTrust Banks, Inc. Not yet available Atlanta, Georgia For its subsidiary, Trust Company Bank of South Georgia, N.A., Albany, Georgia, to increase its ownership of SunTrust Service Corporation, Atlanta, Georgia, an affiliate bank service corporation engaged in data processing, to .55 percent, pursuant to Section 225.25(b)(7) of Regulation Y and Section 4 ( c ) (8) of the Bank Holding Company A c t . Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 16. 1994 Section 3 - Applications Subject to Federal Register Only Application Comment Period Ending Date SunTrust Banks, Inc. Not yet available Atlanta, Georgia For its subsidiary, Sun Bank/Tallahassee, N. A . , Tallahassee, Florida, to increase its ownership of SunTrust Service Corporation, Atlanta, Georgia, an affiliate bank service corporation engaged in data processing, to .63 percent, pursuant to Section 225.25(b)(7) of Regulation Y and Section 4(c) (8) of the Bank Holding Company Act. SunTrust Banks, Inc. Not yet available Atlanta, Georgia For its subsidiary, Trust Company Bank of North Georgia, Gainesville, Georgia, to increase its ownership of SunTrust Service Corporation, Atlanta, Georgia, an affiliate bank service corporation engaged in data processing, to .11 percent, pursuant to Section 225.25(b)(7) of Regulation Y and Section 4 ( c ) (8) of the Bank Holding Company A c t . SunTrust Banks, Inc. Not yet available Atlanta, Georgia For its subsidiary, The First National Bank of Florence, Florence, Alabama, to increase its ownership of SunTrust Service Corporation, Atlanta, Georgia, an affiliate bank service corporation engaged in data processing, to .12 percent, pursuant to Section 225.25(b)(7) of Regulation Y and Section 4(c) (8) of the Bank Holding Company Act. SunTrust Banks, Inc. Not yet available Atlanta, Georgia For its subsidiary, Sun Bank/Gulf Coast, Sarasota, Florida, to increase its ownership of SunTrust Service Corporation, Atlanta, Georgia, an affiliate bank service corporation engaged in data processing, to 2.14 percent, pursuant to Section 225.25(b)(7) of Regulation Y and Section 4 ( c ) (8) of the Bank Holding Company Act. Trustmark Corporation Jackson, Mississippi To acquire Deville Mississippi, pursuant Company A c t . 09-29-94 1991 Limited Partnership, Vicksburg, to Section 4(c) (8) of the Bank Holding Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 16. 1994 Section 4 - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Synovus Financial Corp. Columbus, Georgia Request for waiver for the application requirement of Section 3(a) (3) of the Bank Holding Company Act for the proposal to acquire Peach State Bank, Riverdale, Georgia. Federal Reserve Bank of Atlanta Applications Bulletin for Week Ending September 16. 1994 Section 10 - Availability of CRA Public Evaluations The CRA public evaluations of the insured depository institutions listed below became available during this week. Information about an institution's CRA evaluation may be obtained directly from the institution. In connection with the assessment of an institution's CRA performance, a rating is assigned from the following groups: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including lowand moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Examination Bank City First Bank 4904 W. Cypress Street Tampa, Florida 33622 (813)289-3333 Rating Date Satisfactory 06-06-94 Southern Security Bank Satisfactory of Hollywood 3475 Sheridan Street Hollywood, Florida 33081 (305)985-3900 02-22-94 Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Type Application Oakar Associated Banc-Corp. Green Bay, Wisconsin North Shore Bank, F.S.B. Brookfield, Wisconsin N - ** Merger First Bank North Freeport, Illinois DeKalb, Illinois branch of Home Federal Savings & Loan Association Elgin, Illinois N Branch Millbrook-Newark Bank Newark, Illinois Fox River Road and Whitfield Road Millbrook, Illinois N - 9-19-94 Oakar Hawkeye Bancorporation Des Moines, Iowa Boone, Iowa branch of Midland Savings Bank, FSB Des Moines, Iowa Branch relocation First of America Bank-North Michigan N - ** Grand Traverse, Michigan from 401 Bay Street to 212 Mitchell Street Petoskey, Michigan Branch Northern Trust Company Chicago, Illinois 7801 South State Street Chicago, Illinois Branch Lake Forest Bank and Trust Company Lake Forest, Illinois 310 East Scranton Lake Bluff, Illinois N - 9-26-94 Branch First of America Bank-West Michigan Grand Rapids, Michigan 347 South Division Avenue Grand Rapids, Michigan N - ** - 9-7-94 N - 9-23-94 N - 9-22-94 Federal Reserve Bank of Chicago Section I - Applications Subject to Newspaper Notice Only Continued Comment Period Ending Date Type Application Branch relocation First of America Bank - West Michigan Grand Rapids, Michigan from 5455 Clyde Park S.W. to 5381 Clyde Park S.W. Wyoming, Michigan N - ** Oakar NBD Bancorp, I n c . Detroit, Michigan Amerifed Bank, FSB Joliet, Illinois N Oakar NBD Illinois, Inc. Park Ridge, Illinois Amerifed Bank, FSB Joliet, Illinois N - ** EFT Bankers Trust Company Des Moines, Iowa 150 East Euclid Des Moines, Iowa N - 9-15-94 Membership Fifth Third Bank of Central Indiana N - ** Indianapolis, Indiana to become a member of the Federal Reserve System Membership Fifth Third Bank of Southeastern Indiana N - ** Batesville, Indiana to become a member of the Federal Reserve System Branch First Bank of Berne Berne, Indiana 102 W. Main Street Berne, Indiana N - ** ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Type, Application Y- 1 Vincent Bancorporation Vincent, Iowa Farmers Savings Bank Vincent, Iowa* FR - 9-16-94 NP - 9-21-94 CoC-HC North Linn Corporation Coggon, Iowa by Serge Sisler FR - 9-15-94 NP - ** Y-l N.S. Bancorp, Inc Chicago, Illinois Northwestern Savings Bank Chicago, Illinois* FR - 9-27-94 UP _ ** Y-2 First Mid-Illinois Bancshares, Inc. Mattoon, Illinois Heartland Federal Savings and Loan Assoc. Mattoon, Illinois - convert to a Bank* FR - 9-27-94 NP - ** Y-2 Marshall & Ilsley Corporation Milwaukee, Wisconsin Bank of Burlington Burlington, Wisconsin* FR - 9-30-94 NP - ** CoC-HC Lamoine Bancorp, Inc. LaHarpe, Illinois by Charles W. Morrison FR - 10-5-94 NP -. ** CoC-HC State Center Financial, Inc. State Center, Iowa by Craig H. Haesemeyer FR - 10-17-94 NP - ** Y-l Bellevue State Bank Employee Stock Ownership Plan Bellevue, Iowa Bellevue Service Company Bellevue, Iowa* FR - 10-21-94 NP - ** CoC-HC Dysart Bancshares, Inc. Dysart, Iowa by Gordon H. Griffin estate, to increase control FR - 7-13-94 NP - 7-21-94 Y-2 Principal National Bancorp, Inc. Pontiac, Illinois Home Guaranty Savings Association Piper City, Illinois* FR NP ** ** Federal Reserve Bank of Chicago Section II - Applications Subject to Both Newspaper and Federal Register Notice (Continued) Comment Period Ending Date Type Application Y-l MBT Corp. Forest City, Iowa Manufacturers Bank & Trust Company Forest City, Iowa* FR - 9-8-94 NP - 8-31-94 Y-l Maddox Financial, Inc. Hartford City, Indiana City Savings Bank Hartford City, Indiana* FR - 9-19-94 NP - 9-11-94 Y-2 Town Financial Corporation Hartford City, Indiana Maddox Financial, Inc. Hartford City, Indiana City Savings Bank Hartford City, Indiana* FR - 9-19-94 NP - 9-11-94 CoC-HC Munter Agency, Inc. Strawberry Point, Iowa by Raymond J. Schirmer, Richard J. Foust & Robert L. Foust Y-l Raritan State Bancorp, Raritan, Illinois Raritan State Bank Raritan, Illinois* CoC-HC Mid Illinois Bancorp, Inc. Peoria, Illinois Mid Illinois Bancorp, Inc. Employee Stock Ownership Plan Peoria, Illinois Inc. FR - 9-22-94 NP - ** FR - ** NP - ** FR - 10-5-94 NP - 8-31-94 Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Type Application 4 (c) (8) F & M Bancorporation, Inc. Kaukauna, Wisconsin Engage in making & servicing FR - 9-19-94 of loans Y- 4 N.S. Bancorp, Inc. Chicago, Illinois Engage in making & servicing of loans FR - 9-27-94 Y-4 N.S. Bancorp, Inc. Chicago, Illinois Firstfed Bancshares, Des Plaines, Illinois First Federal For Savings FR - 9-27-94 Y-4 First Busey Corporation Urbana, Illinois First Busey Securities, Urbana, Illinois FR - 9-30-94 Inc. Y-4 First of America Bank Corporation FR - 10-7-94 Kalamazoo, Michigan F & C Bancshares, Inc. Murdock, Florida First Federal Savings Bank of Charlotte County Murdock, Florida Y-4 First of America Bank Corporation Kalamazoo, Michigan First of America Securities, Inc. Kalamazoo, Michigan FR - 10-3-94 Y-4 First of America Bank Corporation Kalamazoo, Michigan Presidential Holding Corporation & Sarasota, Florida Presidential Bank, FSB Sarasota, Florida FR - 10-21-94 SMB-OT First Bank North FR - ** Freeport, Illinois to become a limited partner in a community development project for low/moderate income housing Y-4 Johnson International, Inc. Racine, Wisconsin Seaboard Savings Band, F.S.B. Stuart, Florida FR NP 8-12-94 8-11-94 Federal Reserve Bank of Chicago Section III - Applications Subject to Federal Register Notice Only Continued Comment Period Ending Date Type Application Y-4 Bellevue State Bank Employee Stock Ownership Plan Bellevue, Iowa to engage in insurance activities thru Bellevue insurance agency FR - 10-21-94 Y-4 St. Francis Capital Corporation Milwaukee, Wisconsin St. Francis Insurance Corp Milwaukee, Wisconsin Engage in the sale of credit life and Disability Insurance FR - 9-30-94 4c8 D & TC, Inc. New Hampton, Iowa to engage de novo in making and servicing of loans FR - 10-4-94 4c8 Maple Park Bancshares, Inc. Maple Park, Illinois to engage de novo in the servicing of mortgage loans FR 10-6-94 Federal Reserve Bank of Chicago Section IV - Applications Not Subject to Federal Register or Newspaper Notice Type Application RoS Munter Agency, Inc. Strawberry Point, Iowa to redeem 3,879 shares of existing voting common stock RoS State Center Financial, Inc. State Center, Iowa to redeem 19,300 shares of its common stock from Susan & James Jorgensen RoS Citizens Corporation Corydon, Iowa to redeem 142 shares of its common stock & 1,724 shares of its preferred stock N FR * ** - Newspaper Federal Register Subject to Provisions of Community Reinvestment Act Not available at this time AVAILABILITY OF CRA PUBLIC EVALUATIONS The following state member banks have been examined by the Federal Reserve Bank of Chicago for compliance with the CRA. The 30-business day period the bank has to make the evaluation public has lapsed during the week ending September 16, 1994. If you are interested in obtaining a copy of the evaluation document, please contact the bank(s) directly. Identification of Ratings 0 - An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. S - An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. NI - An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. SN - An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. BANK NAME/LOCATION EXAMINATION DATE RATINGS -State Bank of Freeport 50 West Douglas Street Freeport, Illinois 61032 (815) 235-5151 6/6/94 S -Kansas State Bank 218 Buena Vista Kansas, Illinois (217) 948-5191 6/13/94 S 6/13/94 0 -Hawkeye Bank 431 Locust Street Des Moines, Iowa (515) 248-7700 61933 50309 Federal Reserve Bank of St. Louis FOR THE WEEK ENDING September 16, 1994 Application SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE End of Comment Period None. Application SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE End of Comment Period *Section 3(a)(3) application by Truman Bancorp, Inc., St. Louis, Missouri, to increase its owner ship interest in U.S. National Bank of Clayton, St. Louis, Missouri (from 32.9% to 54.1%) *Section 4(c)(8) application by First Banks, Inc., St. Louis, Missouri, to acquire River Valley Holdings, Inc., Chicago, Illinois (parent of River Valley Savings Bank, FSB, Peoria, Illinois) Newspaper: Newspaper: 10/2/94 10/15/94 SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE Application End of Comment Period None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE Application End of Comment Period None. ★ This application is subject to CRA. FEDERAL RESERVE BANK OF ST. LOUIS St. Louis, Missouri AVAILABILITY OF CRA PUBLIC DISCLOSURES Identification o f Ratings: Outstanding record o f meeting community credit needs An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate- income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. FOR THE WEEK ENDING Name of Bank None September 16, 1994 Bank Address Examination Date Examination Rating FEDERAL RESERVE BANK OF MINNEAPOLIS Section I - Applications Subject to Newspaper Notice Only Comment Period Ending Date Application Citizens State Bank, Arlington, South Dakota, to establish a branch in Castlewood, South Dakota October 10, 1994 Section II - Applications Subject to Both Newspaper and Federal Register Notice Comment Period Ending Date Application Conrad Company, Minneapolis, MN To acquire 98% of the voting shares of the Bank of Santa Fe, Santa Fe, NM* October 17, 1994 (Federal Register) Pequot Area Bancorporation, Inc. Pequot Lakes, MN, to acquire 100% of the voting shares of Pequot Lakes State Bank, Pequot Lakes, MN* October 17, 1994 (Federal Register) Riverside Acquisition Corporation, Inc. Minneapolis, MN, to acquire 100% of the voting shares of Riverside Bancshares Corporation, Minneapolis, MN* Not yet available *Subject to CRA Application FEDERAL RESERVE BANK OF MINNEAPOLIS Section III - Applications Subject to Federal Register Notice Only Comment Period Ending Date Stearns Financial Services, Inc. Employee Stock Ownership Plan Albany, MN to engage in general insurance agency activities through the acquisition of Stearns Financial Services, Inc., Albany, MN Not yet available Q Bancorp, Inc., Geraldine, MT To engage de novo in making and servicing loans October 6, 1994 FEDERAL RESERVE BANK OF MINNEAPOLIS Section in - Applications Subject to Federal Register Notice Only Comment Period Ending Date Application Otto Bremer Foundation, St. Paul MN and Bremer Financial Corporation, St. Paul, MN, to engage de novo in making and servicing loans and leasing personal and real property October 11, 1994 Norwest Corporation, Minneapolis, MN, to engage in Mortgage servicing lending through Norwest Mortgage, Inc. by acquiring through NMI certain mortgage servicing rights or Michigan National Bank and its wholly owned subsidiary Independence One Mortgage Corporation, both of Southfield, Michigan September 16, 1994 Norwest Corporation, Minneapolis, MN, to engage de novo in agri cultural credit activities Not yet available FEDERAL RESERVE BANK OF MINNEAPOLIS Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice Application Riverside Bancshares Corporation Minneapolis, MN To redeem 75% of its voting shares. FEDERAL RESERVE BANK OF MINNEAPOLIS Section V - Availability of CRA Public Evaluations week ending September 16, 1994 ASSIGNMENT OF RATING Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: OUTSTANDING RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SATISFACTORY RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. NEEDS TO IMPROVE RECORD OF MEETING COMMUNITY CREDIT NEEDS. An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. SUBSTANTIAL NONCOMPLIANCE IN MEETING COMMUNITY CREDIT NEEDS. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low-and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. BANK(S) EXAMINED DATE OF EXAMINATION CRA RATING Yellowstone Bank Billings, Montana P. O. Box 81010 Billings, MT 59108-1010 (406) 652-4100 May 31, 1994 Satisfactory Federal Reserve Bank of Kansas City SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION COMMENT PERIOD ENDING DATE FirstBank Holding Company of Colorado Employee Stock Ownership Plan, Lakewood, Colorado, for prior approval to increase its ownership interests to 27.4 percent of the voting shares of FirstBank Holding Company of Colorado, Lakewood, Colorado.* Not Available Tilden Bankshares, Inc., Tilden, Nebraska, for prior approval to become a bank holding company through the acquisition of 100 percent of the voting shares of The Tilden Bank, Tilden, Nebraska.* Not Available SECTION III - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION COMMENT PERIOD ENDING DATE None. SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS Identification of Ratings In connection with the assessment of each insured depository institution's CRA performance, a rating is assigned from the following groups: Federal Reserve Bank of Kansas City Outstanding record of meeting community credit needs An institution in this group has an outstanding record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs An institution in this group needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncompliance in meeting community credit needs An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Bank/Location Exam Date None. ♦Application is subject to CRA. CRA Public Date CRA Rating FEDERAL RESERVE BANK OF DALLAS APPLICATIONS BULLETIN APPLICATIONS AND NOTIFICATIONS FILED DURING THE WEEK OF SEPTEMBER 12, 1994 SECTION I - APPLICATIONS SUBJECT TO NEWSPAPER NOTICE ONLY APPLICATION NOTICE EXP None. SECTION II - APPLICATIONS SUBJECT TO BOTH NEWSPAPER AND FEDERAL REGISTER NOTICE APPLICATION Change in Control Notice by Georgia Baker, Granbury, TX, to acquire an interest in Community Bankers, Inc., Granbury, TX (Previously reported during the week of 7-25-94) Change in Control Notice by Robert L. Lydick and Arthena Lydick, Clovis, NM, to acquire an interest in Western Bancshares of Clovis, Inc., Carlsbad, NM (Previously reported during the week of 7-25-94) ♦Section 3(a)(1) application by Hemisphere Financial, Ltd., Road Town, Tortola, British Virgin Islands, to acquire Mercantile Financial Enterprises, Inc., Wilmington, DE, and Mercantile Bank, N.A., Brownsville, TX (Previously reported during the week of 8-29-94) ♦Section 3(a)(1) application by Mercantile Financial Enterprises, Inc., Wilmington, DE, to acquire Mercantile Bank, N.A., Brownsville, TX (Previously reported during the week of 8-29-94) ** NOTICE EXP 94/09/12 94/09/23 94/09/26 94/09/26 ♦Section 3(a)(3) application by Texas Financial Bancorporation, Inc., Minneapolis, MN, to acquire Kaufman Bancshares, Inc., Kaufman, TX, and Farmers and Merchants National Bank, Kaufman, TX N/A ♦Section 3(a)(3) application by First Bancorp, Inc., Denton, TX, to acquire Kaufman Bancshares, Inc., Kaufman, TX, and Farmers and Merchants National Bank, Kaufman, TX N/A ♦Section 3(a)(3) application by First Delaware Bancorp, Inc., Dover, DE, to acquire Kaufman Bancshares, Inc., Kaufman, TX, and Farmers and Merchants National Bank, Kaufman, TX N/A SECTION I I I - APPLICATIONS SUBJECT TO FEDERAL REGISTER NOTICE ONLY APPLICATION Section 4(c)(8) application by Stratford Bancshares, Inc., Stratford, TX, to acquire Panhandle Management Corporation, Dumas, TX (Previously reported during the week of 9-5-94) Section 4(c)(8) application by Stratford Bancshares of Delaware, Inc., Dover, DE, to acquire Panhandle Management Corporation, Dumas, TX (Previously reported during the week of 9-5—94) NOTICE EXP 94/10/21 94/10/21 SECTION IV - APPLICATIONS NOT SUBJECT TO FEDERAL REGISTER NOTICE OR NEWSPAPER NOTICE APPLICATION None. * SUBJECT TO CRA. ** EXPIRATION DATE IS THE DATE SPECIFIED IN THE NEWSPAPER NOTICE ONLY. N/A - NOT AVAILABLE AT THIS TIME. SECTION V - AVAILABILITY OF CRA PUBLIC EVALUATIONS FOR THE WEEK OF SEPTEMBER 12. 1994 Outstanding record of meeting community credit needs. An institution in this group has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs. An institution in this group has a satisfactory record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to Improve record of meeting community credit needs. An institution in this group need to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Substantial Noncompliance in meeting community credit needs. An institution in this group has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Bank McFarland Brothers Bank 102 E. Main St. P. 0. Box 1248 Tucumcari, NM 88401-1248 Date of Examination 94/06/06 CRA Ratinq Satisfactory FEDERAL RESERVE BANK OF SAN FRANCISCO Week ending 9/16/94 Section I - Applications Subject to Newspaper Notice Only Application Comment Period Ending Date San Benito Bank, Hollister, California, to establish a branch office in San Juan Bautista, California. * Newspaper: 10/07/94 Bank of America Nevada, Las Vegas, Nevada, to establish an ATM at 2500 W. Spring Mountain Road, Las Vegas, Nevada. * Newspaper: Not available Newspaper: Bank of America Nevada, Las Vegas, Nevada, to establish 7 ATM's at Raley's Drug Centers located at 1441 Mayberry Drive, 4047 So. Virginia Street, 701 Keystone Avenue, 1075 N. Hills Boulevard, Unit 270, all of Reno, Nevada; 2050 Pyramid Way, Sparks, Nevada; 3701 S. Carson Street, Carson City, Nevada; and 2511 Mountain City Highway, Elko, Nevada. * Not available Newspaper: Bank of America Nevada, Las Vegas, Nevada, to establish ATM's at Meadows Mall, Las Vegas, Nevada; and Piper's Casino, Silver Springs, Nevada. * Not available ValliWide Bank, Fresno, California, to merge with Bank One, Fresno, National Association, Fresno, California. * Newspaper: 10/10/94 San Benito Bank, Hollister, California, to establish a branch office in the vicinity of the intersection of San Benito and Fourth Streets, Hollister, California. * Newspaper: Not available First Interstate Bank of California, Los Angeles, California, to merge with Bank of A. Levy, Ventura, California. * Newspaper: 10/12/94 Section II - Applications Subject to Both Newspaper and Federal Register Notice First Interstate Bancorp, Los Angeles, California, to acquire Levy Bancorp, Ventura, California. * California Bancshares, Inc., San Ramon, California, to acquire Bank of Livermore, Livermore, California. * Newspaper: 10/12/94 Fed. Reg.: 10/14/94 Newspaper: 10/09/94 Fed. Reg.: 10/17/94 Section III - Applications Subject to Federal Register Notice Only None * Subject to CRA. FEDERAL RESERVE BANK OF SAN FRANCISCO ( c o n t 'd .) Week Ending 9/16/94 Section IV - Applications Not Subject to Federal Register Notice or Newspaper Notice None Section V - Availability of CRA Public Evaluations The CRA public evaluations of the institution(s) below became available during the week ending September 16, 1994. Information about a particular institution's CRA evaluation may be obtained directly from the institution. Institution Location Examination Date Rating* Farmers & Merchant-WA North 25 Mullen Road P.0. Box 14917 Spokane, WA 99214-0917 (509) 928-9600 6/06/94 Outstanding First Indo-American 180 Sansome Street San Francisco, CA 94104 (415) 434-2265 6/06/94 Satisfactory Valley Commercial Bank P.0. Box 766 Forest Grove, OR 97116 (503) 359-4495 7/29/94 Satisfactory ♦Under the rating system an institution's CRA performance is assigned one of the following four ratings: Outstanding record of meeting community credit needs: An institution has an outstanding record of, and is a leader in, ascertaining and helping to meet the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Satisfactory record of meeting community credit needs: An institution has a satisfactory record of ascertaining and meeting the credit needs of its entire delineated community, including low- and moderate-income neighborhoods, in a manner consistent with its resources and capabilities. Needs to improve record of meeting community credit needs: An institution needs to improve its overall record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities. Substantial noncomol1ance in meeting community credit needs: An institution has a substantially deficient record of ascertaining and helping to meet the credit needs of its entire delineated community, including low- to moderateincome neighborhoods, in a manner consistent with its resources and capabilities.